1 unchanged sentence
Evaluation of disclosure controls and procedures.
−Removed: Our Chief Executive Officer (our principal executive officer) and our Chief Financial Officer (our principal accounting officer) have evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) prior to the filing of this annual report.
−Removed: Based on that evaluation, they have concluded that, as of the end of the period covered by this annual report, our disclosure controls and procedures were, in design and operation, effective at a reasonable assurance level.
+Added: Our Chief Executive Officer (our principal executive officer) and our Chief Financial Officer (our principal accounting officer) have evaluated our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended) prior to the filing of this annual report on Form 10-K.
+Added: Based on that evaluation, they have concluded that, as of the end of the period covered by this annual report on Form 10-K, our disclosure controls and procedures were, in design and operation, effective at a reasonable assurance level.
Management’s Report on Internal Control Over Financial Reporting.
9 unchanged sentences
We intend to continue to monitor and upgrade our internal controls as necessary or appropriate for our business, but cannot assure you that such improvements will be sufficient to provide us with effective internal control over financial reporting
−Removed: This Annual Report does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting.
−Removed: Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this Annual Report.
+Added: This Annual Report on Form 10-K does not include an attestation report of the Company’s independent registered public accounting firm regarding internal control over financial reporting.
+Added: Management’s report was not subject to attestation by the Company’s independent registered public accounting firm pursuant to rules of the Securities and Exchange Commission that permit the Company to provide only management’s report in this Annual Report on Form 10-K.
Other Information.
+Added: Disclosure Regarding Foreign Jurisdictions that Prevent Inspections.
The information required by Part III is omitted from this report because we will file a definitive proxy statement within 120 days after the end of our 2021 fiscal year pursuant to Regulation 14A for our 2022 Annual Meeting of Stockholders, or the 2022 Proxy Statement, and the information to be included in the 2022 Proxy Statement is incorporated herein by reference.
40 unchanged sentences
4.1 Specimen Common Stock Certificate of the Registrant—Incorporated by reference to Exhibit 4.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2014 filed with the Securities and Exchange Commission on May 13, 2014
−Removed: T able of C onten ts
Number Description
1 unchanged sentence
and the persons listed on Schedule A attached thereto—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on September 20, 2016
−Removed: 4.3 Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended
+Added: 4.3 Description of Securities Registered Under Section 12 of the Securities Exchange Act of 1934, as amended —Incorporated by reference to Exhibit 4.3 to our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on March 12, 2020
4.4 Form of Pre-Funded Warrant—Incorporated by reference to Exhibit 4.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2019
1 unchanged sentence
10.1 Exclusive Start-Up License Agreement, dated July 8, 2019, by and between the University of Washington and Neoleukin Therapeutics, Inc.—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission August 12, 2019
−Removed: 10.2 Facility Use Agreement, dated December 4, 2018, by and between Institute for Systems Biology and Neoleukin Therapeutics, Inc.—Incorporated by reference to Exhibit 10.2 to our Current Report on Form 8-K filed with the Securities and Exchange Commission August 12, 2019
−Removed: 10.3 Amendment No.
−Removed: 1 to the Facility Use Agreement, dated April 17, 2019, by and between Institute for Systems Biology and Neoleukin Therapeutics, Inc.—Incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed with the Securities and Exchange Commission August 12, 2019
−Removed: 10.4+ Separation Agreement and Release, dated August 5, 2019, by and between Aquinox Pharmaceuticals, Inc., and David J.
−Removed: Main—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 6, 2019
−Removed: 10.5+ Transition Retention Agreement, dated August 5, 2019, by and between Aquinox Pharmaceuticals, Inc., and Kamran Alam—Incorporated by reference to Exhibit 10.3 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on August 6, 2019
10.2 Lease Agreement, dated September 23, 2019, by and between Neoleukin Therapeutics, Inc.
3 unchanged sentences
and ARE-Eastlake Avenue No.
+Added: 3, LLC — Incorporated by reference to Exhibit 10 .8 to our Annual Report on Form 10 -K for the year ended December 31, 2019 filed with the Securities and Exchange Commission on March 12, 2020
10.4+ Joint Canadian Stock Option Plan—Incorporated by reference to Exhibit 10.1 to our Registration Statement on Form S-1 (File No.
3 unchanged sentences
10.6+ Neoleukin Therapeutics, Inc.
−Removed: 2014 Equity Incentive Plan, as amended November 12, 2019—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on November 14, 2019
+Added: Amended and Restated 2014 Equity Incentive Plan, as amended and restated on May 13, 2021—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on May 14, 2021
10.7+ Forms of Option Agreement and Option Grant Notice for Registrant’s 2014 Equity Incentive Plan—Incorporated by reference to Exhibit 10.4 to our Registration Statement on Form S-1 (File No.
6 unchanged sentences
and Baker Brothers Life Sciences, L.P.—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on December 19, 2019
−Removed: T able of C onten ts
Number Description
6 unchanged sentences
Drachman—Incorporated by reference to Exhibit 10.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on April 17, 2020
−Removed: 10.18 Underwriting Agreement, dated July 1, 2020, by and among Neoleukin Therapeutics, Inc., and BofA Securities, Inc.
−Removed: and Piper Sandler & Co.
−Removed: as Representatives of the several Underwriters named in Schedule A thereto— Incorporated by reference to Exhibit 1.1 to our Current Report on Form 8-K filed with the Securities and Exchange Commission on July 2, 2020.
10.14 First Amendment to Lease, dated June 18, 2020, by and between Neoleukin Therapeutics, Inc.
4 unchanged sentences
1 to Exclusive Start-Up License Agreemen t, dated July 24, 2020, by a nd between the University of Washington and Neoleukin Therapeutics, Inc.
−Removed: 10.22 Executive Employment Agreement, dated September 29, 2020, by and between Neoleukin Therapeutics, Inc., and Holly Vance
−Removed: 10.23 Purchase Order, dated November 25, 2020, by and between Neoleukin Therapeutics, Inc.
−Removed: and Rigaku Americas Corporation
+Added: —Incorporated by reference to Exhibit 10.
+Added: 21 to our Annual Report on Form 10-K for the year ended December 31, 20 20 filed with the Securities and Exchange Commission on March 25, 2021
10.17 First Amendment to Lease, dated November 5, 2020, by and between Neoleukin Therapeutics, Inc.
and ARE-Seattle No.
+Added: 28, LLC—Incorporated by reference to Exhibit 10.24 to our Annual Report on Form 10-K for the year ended December 31, 2020 filed with the Securities and Exchange Commission on March 25, 2021
+Added: 10.18 Second Amendment to Lease, dated March 24, 2021, by and between Neoleukin Therapeutics, Inc.
+Added: and ARE-Seattle No.
+Added: 28, LLC—Incorporated by reference to Exhibit 10.1 to our Quarterly Report on Form 10-Q for the quarter ended March 31, 2021 filed with the Securities and Exchange Commission on May 12, 2021
+Added: 10.19 Amendment No.
+Added: 2 to Exclusive Start-Up License Agreement, dated December 15, 2021, by and between the University of Washington and Neoleukin Therapeutics, Inc.
+Added: 10.20 ATM Equity Offering Sales Agreement, dated November 4, 2021, by and between Neoleukin Therapeutics, Inc.
+Added: and BofA Securities, Inc.
+Added: – Incorporated by reference to Exhibit 1.1 to Current Report on Form 8-K filed with the Securities Exchange Commission on November 4, 2021.
+Added: 10.21+ Employment Agreement, dated April 14, 2021, by and between Neoleukin Therapeutics, Inc.
+Added: and Priti Patel.
21.1 List of subsidiaries of the Registrant
23.1 Consent of Deloitte & Touche LLP, Independent Registered Public Accounting Firm
−Removed: 23.2 Consent of Deloitte LLP, Independent Registered Public Accounting Firm.
31.1 Certification of Chief Executive Officer pursuant to Rule 13a-14(a).
31.2 Certification of Chief Financial Officer pursuant to Rule 13a-14(a).
−Removed: 32.1# Certification of Chief Executive Officer pursuant to 18 U.S.C.
−Removed: Section 1350.
−Removed: 32.2# Certification of Chief Financial Officer pursuant to 18 U.S.C.
+Added: 32.1# Certification of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.
Section 1350.
9 unchanged sentences
A copy of any omitted schedule and/or exhibit will be furnished to the SEC upon request.
−Removed: T able of C onten ts
Form 10-K Summary.
21 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.